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FOXO Technologies SEC Filings

FOXOW OTC Link

Welcome to our dedicated page for FOXO Technologies SEC filings (Ticker: FOXOW), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

The FOXO TECHNOLOGIES INC WTS (FOXOW) SEC filings page on Stock Titan provides access to regulatory documents filed by FOXO Technologies Inc. with the U.S. Securities and Exchange Commission. These filings are a primary source of information about the company’s capital structure, preferred stock designations, warrant issuances, acquisitions, and governance actions that can affect holders of warrants and other securities.

Recent Form 8-K filings describe amendments to the company’s Certificate of Incorporation and Amended and Restated Certificates of Designation for several series of preferred stock, including Series B, Series C, Series D, and Series E. These documents outline revised conversion prices, clarify dividend payment timing, and set out other rights, privileges, and preferences. The filings state that the summaries are qualified in their entirety by reference to the full certificates attached as exhibits.

Other 8-Ks report increases in authorized shares of Class A Common Stock and Preferred Stock, approved by a majority stockholder through written consent. These filings also discuss the re-election of directors and the non-binding ratification of the company’s independent registered public accounting firm, along with references to preliminary and definitive Information Statements on Schedule 14C that explain these actions to stockholders.

Filings further detail the completion of the acquisition of Vector Bio Source Inc., where the sellers received cash, shares of Series E Cumulative Redeemable Secured Preferred Stock, and warrants to purchase Class A Common Stock. A form of the warrant agreement is filed as an exhibit, providing the legal terms for those warrants. Another 8-K furnished under Regulation FD describes a press release recognizing the company’s behavioral health subsidiary, Myrtle Recovery Centers, at an awards event.

On Stock Titan, these SEC filings are updated from EDGAR and paired with AI-powered summaries designed to explain the key points of each document in plain language. Users can quickly see what each 8-K, 10-K, 10-Q, or other form covers, while still having direct access to the full text and exhibits for detailed review.

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FOXO Technologies Inc. files its annual report for the year ended December 31, 2025, describing a diversified business spanning rural hospitals, behavioral health, life science specimen sourcing, and epigenetic labs. The company has expanded via acquisitions of Myrtle Recovery Centers, Rennova Community Health and Vector BioSource, and now operates a 25-bed Critical Access Hospital and related behavioral health facilities in Tennessee.

FOXO reports substantial net losses, a working capital deficit and significant debt, and its auditors raise substantial doubt about its ability to continue as a going concern. The report details heavy reliance on equity financing, difficulty accessing a $5.0 million equity line, prior intangible asset impairments in the epigenetics division, and high regulatory exposure across healthcare, life science services and lab activities. Control of voting power by a preferred stockholder and challenges completing a further reverse stock split weigh on capital structure flexibility and liquidity.

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The Board and the holder controlling a majority of votes approved an amendment to increase authorized Class A Common Stock from 10,000,000,000 to 25,000,000,000 shares. The approval was by unanimous board consent on March 20, 2026 and by written shareholder consent on March 27, 2026.

The Authorized Increase becomes effective when the Certificate of Amendment is filed with the Delaware Secretary of State after the 20-day mailing period required by Rule 14c-2(b). As of the Record Date the Company had 3,732,660,939 shares of Common Stock outstanding.

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Rhea-AI Summary

FOXO Technologies Inc. reports that its majority stockholder, Rennova Health, Inc., which is controlled by the Company’s CEO, has approved an Authorized Increase by written consent. As of the March 20, 2026 record date, this majority holder controlled approximately 97.59% of voting rights directly or through proxy. The Company filed a preliminary Information Statement on Schedule 14C and plans to mail a definitive version to stockholders of record, after which the Authorized Increase will become effective 20 days later.

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FOXO Technologies Inc. reported a leadership change in its finance function. On March 18, 2026, Chief Financial Officer and Principal Financial and Accounting Officer Sylwia Nowak Hauman resigned, citing concerns about the company’s internal control environment, financial reporting processes, and staffing of the finance team. The company states it disagrees with these characterizations and believes its controls, reporting processes, and staffing are adequate and significantly improved under current management, and it emphasizes its commitment to timely SEC reporting, including the upcoming 10-K. On March 24, 2026, FOXO appointed Celene Laurene Rattray Grant, a CPA with over 15 years of experience and prior consulting roles with the company, as the new Chief Financial Officer. Ms. Grant will receive a base salary of $200,000 and be eligible for a discretionary annual bonus of up to $25,000.

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FOXO Technologies Inc. received a Schedule 13G showing that Sabby Volatility Warrant Master Fund, Ltd., Sabby Management, LLC, and Hal Mintz together report beneficial ownership of 249,316,528 shares of FOXO common stock, representing 9.9% of the class as of 12/31/2025. The filing states that each reporting person has no sole voting or dispositive power, but shares voting and dispositive power over all 249,316,528 shares. The reporting persons certify that the securities were not acquired and are not held for the purpose of changing or influencing control of FOXO, but instead are being reported on a passive basis.

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FOXO Technologies Inc. increased its authorized shares of common stock from 2,500,000,000 to 10,000,000,000 by filing a Certificate of Amendment to its Certificate of Incorporation in Delaware, effective January 18, 2026. This step allows the company to issue significantly more shares in the future if it chooses.

The company also reported that its critical access-designated acute care hospital, Scott County Community Hospital, Inc. (d/b/a Big South Fork Medical Center), has expanded its clinical capabilities through new inpatient tele-specialty services and added cardiac diagnostics, according to a January 20, 2026 press release furnished as an exhibit.

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FOXO Technologies Inc. obtained written consent from its majority stockholder, Rennova Health, Inc., to make major capital structure and governance changes without holding a shareholder meeting. The board and majority holder approved an amendment to raise authorized Class A common stock from 2,500,000,000 to 10,000,000,000 shares and preferred stock from 10,000,000 to 20,000,000 shares, with the board able to implement the increase any time before April 30, 2026. The company explains this larger pool is needed to cover conversions of existing preferred stock and convertible debt, warrant exercises, equity compensation, future financings, and potential acquisitions, while warning that future issuances could significantly dilute current holders and be used in anti-takeover defenses. The same written consent re-elected five directors, confirmed committee structures and independence determinations, and detailed executive and director pay, including significant service and separation arrangements for former interim executives and related-party software licensing with KR8.

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FOXO Technologies Inc. reported that it amended the certificates of designation for its Series B and Series C Cumulative Convertible Redeemable Preferred Stock. The amendments change the conversion price so it equals the higher of $0.0001 or 90% of the average VWAP of the five trading days immediately before a holder submits a conversion notice, and they remove the mandatory conversion feature. The amendments also allow dividends paid on the Company’s Series E Cumulative Redeemable Secured Preferred Stock without being restricted by Section 3(d).

The Company also disclosed that Rennova Health, Inc., which is controlled by FOXO’s CEO and held approximately 98.6% of the Company’s voting rights as of December 16, 2025, approved certain actions by written consent and, on a non-binding basis, ratified the appointment of Kreit & Chiu CPA LLP as auditor for 2025. These approved items will become effective 20 days after the definitive Schedule 14C information statement is mailed to stockholders.

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FOXO Technologies Inc. reported that its behavioral health subsidiary, Myrtle Recovery Centers, was honored by the Rural Health Association of Tennessee at the RHA Annual Conference Awards Luncheon on December 9, 2025. The recognition highlights Myrtle Recovery Centers’ role in behavioral health services within rural communities.

The company shared this news through a press release, which is included as Exhibit 99.1. FOXO stated that the information is being furnished under Regulation FD and is not deemed filed for liability purposes under the Exchange Act or automatically incorporated into other securities filings.

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FOXO Technologies Inc. filed its Q3 2025 report, showing sharp top-line growth alongside continued losses and liquidity pressure. Net revenues were $3,548,352 for the quarter, up from $1,196,557 a year ago, and $11,936,645 for the nine months, helped by healthcare operations and $3.0 million from Tennessee’s Hospital Improvement Plan. Loss from operations was $(859,821) in Q3, and net loss attributable to FOXO was $(3,014,545) for the nine months.

After large deemed preferred dividends, net loss to common stockholders was $(14,142,882) in Q3. Cash was $628,557 at September 30, 2025, with a working capital deficit of $24.5 million, and management disclosed substantial doubt about the company’s ability to continue as a going concern without new financing. Total assets were $52.1 million and stockholders’ equity $20.1 million.

The company’s Class A common stock was delisted from NYSE American on August 22, 2025 and began trading on OTC Markets on August 13, 2025 under “FOXO.” Reverse stock splits of 1‑for‑10 (April 28, 2025) and 1‑for‑1.99 (July 27, 2025) were implemented. Shares outstanding were 108,866,549 as of September 30, 2025; as of November 7, 2025, Class A shares outstanding were 526,520,303.

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FAQ

How many FOXO Technologies (FOXOW) SEC filings are available on StockTitan?

StockTitan tracks 30 SEC filings for FOXO Technologies (FOXOW), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for FOXO Technologies (FOXOW)?

The most recent SEC filing for FOXO Technologies (FOXOW) was filed on April 15, 2026.